TECHNOPOLIS PLC STOCK EXCHANGE RELEASE APRIL 28, 2008 at 9.30 a.m. NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA TECHNOPOLIS BOARD OF DIRECTORS DECIDES ON A RIGHTS ISSUE Decision on a rights issue The Board of Directors of Technopolis has yesterday decided on a rights issue amounting to approximately EUR 59.55 million (the “Offering”) based on the authorizations granted by the Annual General Meeting on 27 March 2008 and the Extraordinary General Meeting on 29 November 2007. Technopolis will offer a maximum of 13,233,540 new shares in accordance with shareholders' pre-emptive subscription right. The shares to be issued in the Offering represent a maximum of approximately 30.0 per cent of the total shares and the voting rights in the company prior to the Offering and approximately 23.1 per cent of the total shares and the voting rights in the company after the Offering. The shares to be offered in the Offering will be issued primarily based on the authorization of the Annual General Meeting on 27 March 2008 and, as regards the shares to be offered exceeding the maximum amount of that authorization, such remaining shares will be issued based on the authorization of the Extraordinary General Meeting on 29 November 2007. The share subscription period will commence on 7 May 2008 and expire on 20 May 2008. The subscription price is EUR 4.50 per share. Each shareholder of Technopolis is entitled to subscribe for three (3) new shares for every ten (10) shares held on the record date, 2 May 2008. The subscription rights are subject to public trading on the OMX Nordic Exchange Helsinki from 7 May 2008 through 13 May 2008. Evli Bank Plc, Corporate Finance will act as the Lead Manager of the Offering. The Company's major shareholders ABN AMRO Asset Management (Netherlands) B.V., Gazit-Globe Ltd., Henderson Global Investors Limited, the City of Oulu and the City of Tampere have provided subscription undertakings relating to the Offering. Further, company's President and CEO Pertti Huuskonen and the members of the company's Board of Directors holding the company's shares have informed the company that they will subscribe for the new shares in the Offering determined based on their holding. In addition, Henderson Global Investors Limited and Gazit-Globe Ltd. have provided underwriting undertakings to the company relating to 1,000,000 and 1,500,000 shares. The subscription and underwriting undertakings represent approximately 48.3 per cent of the total volume of the Offering. The shares subscribed for in the Offering will entitle their holders to full dividends declared by Technopolis, if any, and to other shareholder rights in the company after the new shares have been registered with the Trade Register. Technopolis intends to expand the group's business both by organic investments and through acquisitions. The target is to boost the group's turnover by 15 per cent per year, and the group's goal is to operate in one or two other countries in addition to Finland and Russia in 2011. Technopolis's intention is to focus its investments in growing markets. It is intended to ensure the implementation of the growth strategy by utilising both equity and debt financing to secure a flexible and efficient financing structure. Technopolis's proceeds from the Offering are intended to be used for financing investments in accordance with the company's investment plan, for ensuring the group's growth and for maintaining the group's equity ratio. The offering note and summary relating to the Offering is expected to be available as of 5 May 2008 for example at the offices of the company at Technopolis Plc, Elektroniikkatie 8, 90570 Oulu, Finland. In addition, the registration document describing the company and its business has been available as of 17 April 2008 inter alia at the above mentioned company's address. Further information on the publication and availability of the above documents will be published in a stock exchange release on or about 5 May 2008. Amendments to terms and conditions of stock options The company's stock options 2005 and 2007 do not entitle to participate in the Offering. For ensuring the equal treatment of stock option holders and shareholders, the Board of Directors of Technopolis has yesterday decided to amend the subscription ratio and the subscription price of the stock options 2005 and 2007 so that each stock option 2005 and 2007 entitles its holder to subscribe for 1.043 shares and that the subscription price per share is, taking into account the dividends paid during the years 2006-2008, for 2005A options EUR 3.536, for 2005B options EUR 6.188 and for 2007A options EUR 7.389. Corresponding adjustments will be made regarding the subscription ratio and subscription price of 2007B options after their subscription price has been determined. In connection with the share subscription the total amount of shares subscribed by a holder of stock options will be rounded down to whole shares and the total subscription price will be calculated by using the rounded number of shares and rounded to the nearest whole cent. The subscription price of the shares to be subscribed based on the stock options will be further decreased by the amount of dividends decided after the beginning of the determination period of the subscription price and before the share subscription on each record date of dividend. The foregoing amendments to the terms and conditions of the stock options will be in force as of their registration in the Trade Register on or about 26 May 2008 provided that the Offering will be completed as planned. Oulu, April 28, 2008 TECHNOPOLIS PLC Board of Directors ANNEX: Terms and conditions of the offering Further information: CFO Jarkko Ojala, tel. +358 40 744 7344 or +358 8 551 3211 and Vice President, Other Finland, Reijo Tauriainen, tel. +358 40 515 9848 Distribution: OMX Nordic Exchange Helsinki Main news media www.technopolis.fi This release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended, or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer and that will contain detailed information about the company and management, as well as financial statements. The issuer does not intend to conduct a public offering in the United States or register any part of the offering in the United States. Copies of this release are not being made and may not be distributed or sent into the United States, Canada, Japan or Australia. ANNEX: TERMS AND CONDITIONS OF THE OFFERING TERMS AND CONDITIONS OF THE OFFERING On 27 March 2008, the Annual General Meeting of Technopolis Plc (“Technopolis” or “the Company”) resolved to authorize the Company's Board of Directors to decide on a share issue by 31 May 2009. The maximum number of shares to be issued may be 8,000,000 in total. In addition, on 29 November 2007 the Company's Extraordinary General Meeting resolved to authorize the Company's Board of Directors to decide on a share issue by 31 December 2010. The maximum number of shares to be issued may be 13,000,000 in total. On 27 April 2008, the Board of Directors of the Company resolved, based on the above authorizations of the General Meetings, to issue a maximum of 13,233,540 new shares (the “Shares”) through a share issue based on the pre-emptive subscription right of shareholders (the “Offering”) as set forth in these terms and conditions of the Offering. The Shares to be offered in the Offering will be issued primarily based on the authorization of the Annual General Meeting of 27 March 2008 and, to the extent the Shares to be offered exceed the maximum amount of that authorization, such remaining shares will be issued based on the authorization of the Extraordinary General Meeting of 29 November 2007. The Shares to be issued in the Offering represent approximately 30.0 per cent of the total shares and voting rights in the Company before the Offering and approximately 23.1 per cent of the total shares and voting rights in the Company after the Offering. Right to Subscribe Primary Subscription Right The Shares will be offered for subscription by the shareholders of the Company in proportion to their shareholding in the Company. A shareholder who is registered in the Company's shareholders' register maintained by the Finnish Central Securities Depository Ltd. on the record date of 2 May 2008 of the Offering (the “Record Date”), will automatically receive one (1) freely transferable subscription right as a book-entry (ISIN FI0009503049) (the “Subscription Right”) for every one (1) share owned on the Record Date (the “Primary Subscription Right”). A shareholder, or a person or an entity to whom such Primary Subscription Rights have been transferred, is entitled to subscribe for three (3) Shares for every ten (10) Primary Subscription Rights. No fractions of Shares will be allotted. Secondary Subscription Further, a shareholder who is registered in the Company's shareholders' register on the Record Date and who has exercised his or her Primary Subscription Right is entitled to subscribe for Shares not subscribed for by virtue of the Primary Subscription Right (the “Secondary Subscription”). Subscription and Underwriting Undertakings The Company's major shareholders ABN AMRO Asset Management (Netherlands) B.V., Gazit-Globe Ltd., Henderson Global Investors Limited, the City of Oulu and the City of Tampere have provided subscription undertakings according to which these investors subscribe for Shares in the Offering as follows: ABN AMRO Asset Management (Netherlands) B.V. 720,000 Shares, Gazit-Globe Ltd. 1,158,033 Shares, Henderson Global Investors Limited 848,850 Shares, the City of Oulu 706,827 Shares and the City of Tampere 451,533 Shares (the foregoing in total 3,885,243 Shares). Further, the Company's President and CEO Pertti Huuskonen and the members of the Company's Board of Directors holding the Company's shares have informed the Company that they will subscribe for the new Shares in the Offering determined based on their own holdings. In addition, the Company's shareholders Henderson Global Investors Limited and Gazit-Globe Ltd. have provided underwriting undertakings to the Company according to which they subscribe for Shares possibly not subscribed for in the Offering based on the Primary Subscription Rights and Secondary Subscription on certain conditions. Henderson Global Investors Limited has undertaken to underwrite 1,000,000 shares and Gazit-Globe Ltd. 1,500,000 shares. The Company has committed to pay a fee of approximately EUR 170,000 for the underwriting undertakings. The Company's Board of Directors may decide to direct the Shares possibly not subscribed for in the Offering based on the Primary Subscription Rights and Secondary Subscription to the above mentioned underwriters for subscription. The execution of the subscription undertakings and underwriting undertakings is subject to certain customary conditions, including the condition that no material adverse change has occurred in the Company's financial standing. The subscription and underwriting undertakings represent approximately 48.3 per cent of the total volume of the Offering. The subscription undertakings and/or underwriting undertakings provided by Gazit-Globe Ltd., Henderson Global Investors Limited, ABN AMRO Asset Management (Netherlands) B.V. and the City of Oulu each represent over five (5) per cent of the maximum number of Shares to be offered in the Offering. Subscription Price The Shares may be subscribed for in the Offering at the subscription price of EUR 4.50 per Share (the “Subscription Price”). EUR 1.69 of the Subscription Price will be recorded under the share capital and the remainder under the invested unrestricted equity fund. The Share Subscription Price has been set such that it includes a discount of approximately 17.7 per cent compared to the closing price of the shares on the trading day preceding the day of the decision on the Offering. Subscription Period The Subscription Period will commence on 7 May 2008 at 9.30 a.m. Finnish time and expire on 20 May 2008 at 4.00 p.m. Finnish time. The Shares that have not been subscribed for by virtue of the Primary Subscription Right and Secondary Subscription and that the Board of Directors offers for subscription to the above mentioned underwriters, must be subscribed for in accordance with the instructions given by the Board of Directors, however, on 21 May 2008 at the latest. The Board of Directors may interrupt such period before 21 May 2008. Place of Subscription Subscription forms must be submitted to Evli Bank Plc in address Evli Bank Plc/Special Services, P.O.Box 1081, FI-00101 Helsinki, Finland. In addition, subscriptions may be submitted to the account operators and custodians who have an agreement with Evli Bank Plc on the receipt of subscriptions and who accept subscription orders during normal business hours. Account operators and custodians may ask their customers to submit their subscriptions at an earlier date than the date of expiration of the Subscription Period. Subscriptions made in the Secondary Subscription can be submitted only to Evli Bank Plc in address Evli Bank Plc/Special Services, P.O.Box 1081, FI-00101 Helsinki, Finland. Subscription for Shares and Payments A holder of the Subscription Rights may participate in the Offering by subscribing for Shares pursuant to the Subscription Rights registered on his or her book-entry account and by paying the Subscription Price. Each ten (10) Subscription Rights entitle their holder to subscribe for three (3) Shares. Fractional Shares cannot be subscribed. In order to participate in the Offering, a holder of the Subscription Rights must submit a subscription assignment in accordance with the instructions given by his or her own account operator, or if a holder of the Subscription Rights has not received instructions for subscription from his or her account operator, he or she must contact a subscription place. The Subscription Price of the Shares subscribed for in the Offering shall be paid in full at the time of submitting the subscription assignment in accordance with the instructions given by the subscription place or the relevant account operator. Shareholders and other investors participating in the Offering whose shares or Subscription Rights are held through a nominee must submit their subscription assignments in accordance with the instructions given by their custodial nominee account holders. Any exercise of the Primary Subscription Right and the Secondary Subscription is irrevocable and may not be modified or cancelled otherwise than as stated in section “Cancellation of Subscriptions under Certain Circumstances” in these terms and conditions. Any Subscription Rights remaining unexercised at the end of the Subscription Period on 20 May 2008 will expire without any compensation. Cancellation of Subscriptions under Certain Circumstances In accordance with the Finnish Securities Market Act, if the prospectus relating to the Offering is supplemented between the time the prospectus was approved by the Finnish Financial Supervision Authority and the time when trading in the Shares begins due to a material mistake or inaccuracy relating to the information in the prospectus which could be of material relevance to the investor, then investors who have already agreed to subscribe for Shares before the supplement is published, shall have the right to withdraw their subscription. The investors have a right to withdraw their subscription within two (2) banking days or within a longer period determined by the Finnish Financial Supervision Authority for special reasons, however, at the latest four (4) banking days after the supplement has been published. The procedure for such withdrawal right will be announced together with any such supplement to the prospectus through a stock exchange release. Public Trading of the Subscription Rights The Subscription Rights will be publicly traded on the Helsinki Stock Exchange between 7 May 2008 and 13 May 2008. Approval of the Subscriptions The Board of Directors of the Company will approve all subscriptions pursuant to the Primary Subscription Right made in accordance with these terms and conditions of the Offering and applicable laws and regulations. In case of over-subscription by virtue of Secondary Subscription, the subscriptions made by the Company's shareholders will be approved in proportion to their shareholdings on the Record Date, but not more than up to the maximum number of the subscription undertaking. Should the shareholder not receive all Shares subscribed for by virtue of the Secondary Subscription, the subscription price for the Shares not received by the shareholder will be repaid to the bank account informed by the shareholder in connection with the subscription on or about 27 May 2008. No interest will be paid for the repayable funds. If all Shares are not subscribed for pursuant to the Primary Subscription Right and Secondary Subscription and if the Board of Directors gives the unsubscribed Shares for subscription to a party it decides, the Board of Directors may in its sole discretion approve or refuse these subscriptions. The Company will publish the final result of the Offering in a stock exchange release on or about 23 May 2008. Registration of the Shares to the Book-entry Accounts The Shares subscribed for in the Offering will be recorded on the subscriber's book-entry account after the registration of the subscription as interim shares (ISIN Code FI0009015796), corresponding to the new Shares. The interim shares are combined with the existing share class of the Company (ISIN Code FI0009006886) on or about 27 May 2008. The Shares subscribed for and approved by virtue of the Secondary Subscription and the underwriting undertaking will be recorded on the subscriber's book-entry account after the registration of new Shares with the Trade Register, on or about 26 May 2008. Shareholder Rights The Shares will entitle their holders to full dividend declared by the Company, if any, and to other shareholder rights in the Company after the new Shares have been registered with the Trade Register, on or about 26 May 2008. Treatment of Holders of Stock Options According to the terms and conditions of Stock Options approved by the Company's Annual General Meetings of 22 March 2005 and 29 March 2007, if the Company increases its share capital based on pre-emptive subscription right of shareholders before the stock option holder has subscribed for the Company's shares, the stock options holders have the same or equal right as the Company's shareholders have. To ensure the equal treatment of stock option holders and shareholders, the Board of Directors has on 27 April 2008 decided to amend the terms of subscription and the subscription price of the Stock Options 2005 and 2007 due to the Offering so that each Stock Option 2005 and 2007 entitles its holder to subscribe for 1.043 shares and that the subscription price per share is, taking into account the dividends paid during the years 2006-2008, for 2005A options EUR 3.536, for 2005B options EUR 6.188 and for 2007A options EUR 7.389. The amendments to the terms and conditions of the stock options will be in force as of their registration in the Trade Register on or about 26 May 2008 provided that the Offering will be completed as planned. Therefore, the Stock Options 2005 and 2007 do not entitle to participate in the Offering. For further information regarding the terms and conditions of Stock Options, see “Shares and Share Capital” in the Registration Document published by the Company on 17 April 2008. Information Documents mentioned in Chapter 5, Section 21 of the Finnish Companies Act are available for review as of the start of the Subscription Period at the head office of the Company, Elektroniikkatie 8, FI-90570 Oulu, Finland. Applicable Law and Dispute Resolution The Offering and the Shares shall be governed by the laws of Finland. Any disputes arising in connection with the Offering shall be settled by the court of jurisdiction in Finland. Other Issues Other issues and practical matters relating to the Offering will be resolved by the Board of Directors of the Company. ---